The Environment Agency have issued a red flood warning for Stroud, as the river Frome is expected to break its banks.
River levels have risen at the Brimscombe river gauge as a result of heavy rainfall.
Flooding of property, roads and farmland is possible in Brimscombe and Thrupp over the next 24 hours.
The Agency said they expect river levels to remain high over the next few days and that they are closely monitoring the situation.
They warned residents to avoid using low lying footpaths near local watercourses and plan driving routes to avoid low lying roads near rivers, which may be flooded.
Flooding has already hit some parts of Gloucestershire, with fire crews rescuing stranded motorists.
Further rain is expected to spread from the southwest through the day, heavy at times, according to the Met Office.
The south coast and Dartmoor can expect the heaviest downpours.
This evening, rain will clear across the region, leaving a dry but largely cloudy night.